Akastor ASA (OSE: AKA) has today entered into a Share Purchase Agreement with MITSUI & CO., LTD, ("Mitsui") and Mitsui O.S.K. Lines, Ltd. ("MOL") for transfer of 50% of its shares in AKOFS Offshore in order to form a joint venture ownership.
The Share Purchase Agreement is entered into jointly with a Shareholders Agreement and includes the following main terms (the "Transaction"):
- Ownership: Each of Mitsui and MOL will purchase 25% of the shares in AKOFS Offshore from Akastor. The remaining 50% will continue to be owned by Akastor.
- Compensation: Initial net cash release for Akastor at time of transfer of the shares will be USD 142.5 million.
- Preferential rights linked to the operation of AKOFS Seafarer:
- Guaranteed preferred return to Mitsui and MOL during the first six years of operations, limited to about USD 46 million.
- Subject to certain operational criteria, Akastor may claim earn-out payments during the first seven years of operations, limited to USD 45 million.
Closing of the Transaction is subject to approval from competition authorities, and certain other customary conditions. Closing is expected to occur during Q3 2018. BA-HR lawfirm is acting as legal advisor for Akastor.
Further details on the Transaction and the operations of AKOFS Offshore are included in the attachment.